Dean Solon - Dec 7, 2021 Form 4 Insider Report for Shoals Technologies Group, Inc. (SHLS)

Signature
/s/ Mehgan Peetz, as Attorney-in-Fact for Dean Solon
Stock symbol
SHLS
Transactions as of
Dec 7, 2021
Transactions value $
$0
Form type
4
Date filed
12/9/2021, 08:38 PM
Previous filing
Jul 27, 2021
Next filing
Feb 25, 2022

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction SHLS Class B Common Stock Conversion of derivative security -6M -10.7% 50.1M Dec 7, 2021 See Footnote F1, F2, F3
transaction SHLS Class A Common Stock Conversion of derivative security +6M +13.61% 50.1M Dec 7, 2021 See Footnote F1, F2, F3

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction SHLS Common Units Conversion of derivative security -6M -10.7% 50.1M Dec 7, 2021 Class A Common Stock 6M See Footnote F1, F2, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Pursuant to the Third Amended and Restated Limited Liability Company Agreement of Shoals Parent LLC ("Parent"), Dean Solon, Holdco I and Holdco II may, subject to certain exceptions, from time to time at each of their options, require Parent to redeem all or a portion of their Parent common units ("Common Units") (together with an equal number of shares of the Issuer's Class B Common Stock which are forfeited for no consideration) in exchange for, at the Issuer's election (determined solely by a majority of the Issuer's directors who are disinterested), newly issued shares of the Issuer's Class A Common Stock on a one-for-one basis or a cash payment equal to a volume-weighted average market price of one share of Class A Common Stock for each Common Unit so redeemed.
F2 This Form 4 is being filed jointly by (each, a "Reporting Person" and, collectively, the "Reporting Persons") (i) Dean Solon, (ii) Solon Holdco I, GP ("Holdco I"); (iii) Solon Holdco II, GP ("Holdco II") and (iv) Solon Holdco III, LLC ("Holdco III").
F3 In connection with the expiration of the post-IPO related lockup, the Reporting Persons converted Common Units (together with a corresponding number of shares of the Issuer's Class B Common Stock) into an equivalent number of shares of the Issuer's Class A Common Stock.